PSLD Statutes

§ 1
Polish Association of Licensed Private Investigators (PSLD), hereinafter referred to as the Association, operates under the 'Law on Associations' Act of the 7th of April 1989 (Journal of Laws of 1989 No 20, item 104, as amended) and the present Statutes.

§ 2
1. The territory of ​​the Association's operation is the Republic of Poland;
2. For the purpose of pursuing its statutory objectives, the Association may also operate outside the borders of the Republic of Poland;
3. The seat of the Association is the city of Krakow.

§ 3
The Association shall be set up for an indefinite period of time.

§ 4
The Association may use stamps and badges pursuant to applicable regulations.

§ 5
1. Operation of the Association is based on its members' voluntary work.
2. For the purpose of managing its affairs, the Association may employ staff and delegate execution of specific tasks to individuals and businesses.

§ 6
The Association may be a member of national, foreign and international organizations having the same or similar mission.

§ 7

Objectives of the Association:
1. To support initiatives aimed at improving the quality of the services rendered by licensed private investigators;
2. To ensure high professional and ethical standards among members of the Association;
3. To train and improve professional skills of licensed private investigators;
4. To represent the interests of licensed private investigators before the bodies of governmental authorities and administration, and professional, territorial and economic self-governing bodies;
5. To shape a positive perception of the social and professional role of the group of licensed private investigators;
6. To protect professional rights and interests of the community of licensed private investigators;
7. To assist members of the Association in solving their problems;
8. To further contacts with national and international institutions whose object objectives of operation are congruent with operation of the Association;
9. To integrate and co-organise peer life of licensed private investigators;

§ 8

1. As part of its statutory objectives, the Association may also pursue business activity.
2. Revenues from Association's business activity shall be committed to the statutory operation.
3. The object of business activity is determined according to the Polish Classification of Activities (PKD 2007):
a) 94.99.Z Activity of other membership organizations not classified under any other item;
b) 80.30.Z Investigation;
c) 94.12.Z Activities of professional organizations;
d) 85.60.Z Educational support activities;
e) 85.59.B Other non-school educational forms, not classified under any other item;
f) 94.11. Activity of commercial organizations and employers;
g) 82.30.Z Organisation of fairs, exhibitions and congresses;
h) 70.22.Z Other types of business and management consultancy services;
i)  63.99.Z Other types of information services, not classified under any other item;
j) 70.21.Z Public relations and communication;
k) 73.20.Z Market research and public opinion polls;
l) 58.14.Z Publishing of journals and other types of periodicals;
m) 58.19.Z Other types of publishing activities.

§ 9

The Association pursues its objectives by:
1. Cooperation with local government institutions and state bodies, NGOs and the private sector within the scope of the objectives of the Association;
2. Organization and hosting symposia, congresses, scientific meetings, seminars, events and exhibitions related to the private investigation themes;
3. Organisation of training sessions and other projects aimed at improving professional skills of licensed private investigators;
4. Providing consultancy services;
5. Editorial activity, publishing of Association's own materials, magazines and newsletters;
6. Distribution of literature and materials on the activities of private investigators; 
7. Development of a code of professional ethics;
8. Exchange of experience with other associations in Poland;
9. Exchange of experience and cooperation with foreign associations.

§ 10

1. Members of the Association may be natural persons and legal entities holding a private investigator's licence.
2. A legal entity may only be a supporting member of the Association.

§ 11

Members of the Association are divided into:
1. Ordinary members;
2. Supporting members;
3. Honorary members.

§ 12

1. An ordinary member may be a natural person with full legal capacity, not deprived of public rights, not convicted by a court, accepting the provisions of the Statutes, holding a private investigator's licence and entered in the register of controlled activities in the field of private investigation services, which is held by the Ministry of Internal Affairs and Administration.2. A supporting member may be a natural person or a legal entity interested in the activity of the Association, who has vowed to provide financial, material or intellectual support to the Association. A legal entity acts in the Association by its representative.3. Ordinary and supporting members are admitted into and removed from the Association by a resolution adopted by the Board based on a written statement.

§ 13

An ordinary member is entitled to:
1. Have active and passive voting rights;
2. Submit opinions and proposals to the authorities of the Association;
3. Challenge resolutions of the Board of the Association on member’s being removed from the list of members before the General Assembly of Members.

§ 14

An ordinary member is obliged to:
1. Actively pursue statutory objectives;
2. Comply with the Statutes, rules and resolutions of the authorities of the Association;
3. Pay regular fees and other contributions to the Association.

§ 15

1. A supporting member has all rights of an ordinary member, except for active and passive voting rights.
2. A supporting member has the obligations set out in § 14 items 2 and 3.

§ 16

1. In recognition of certain contribution to the Association, the Board of the Association may grant a lifetime honorary membership.2. Save active and passive voting rights and obligations set out in § 14, an honorary member has all rights and obligations of an ordinary member.

§ 17

Membership in the Association shall cease upon:
1. Voluntary resignation from membership in the Association submitted to the Board in writing after prior settlement of all obligations to the Association;
2. Death of a member of the Association;
3. Supporting member’s loss of legal personality;
4. Member’s being removed from the list of members due to unjustified delay in payment of membership fees or other obligations for a period longer than one year;
5. Member's being deprived of public rights as a result of a final and binding court decision;
6. Member’s being removed due to non-compliance with the Statutes or actions detrimental to the Association;
7. Member’s being removed from the Association at the request of the Disciplinary Court following disciplinary proceedings.

§ 18

The governing bodies of the Association are:
1. General Meeting of Members;
2. Board;
3. Audit Committee;
4. Disciplinary Court.

§ 19

1. The Board and the Audit Committee are appointed for a 4-year term of office by a secret vote, by an absolute majority of votes and in the presence of at least half the members of the General Meeting of Members.
2. Resolutions of the Board of the Association shall be adopted by an open vote, by simple majority of votes and in the presence of at least half the total number of eligible members.
3. Resolutions of the Audit Committee shall be adopted by an open vote, by simple majority of votes and in the presence of at least 2/3 of the total number of eligible members (quorum). Pursuant to a resolution adopted by a full composition, the Audit Committee may adopt a resolution by secret vote. General Meeting of Members

§ 20

1. The General Meeting of Members is the supreme authority of the Association.
2. The General Meeting of Members shall be attended by:
a) Ordinary members - with a casting vote.
b) Supporting members and honorary members - with consultative voice.

§ 21

1. The General Meeting of Members may be ordinary or extraordinary.
2. Reporting General Meeting of Members shall be convened once a year.
3. Extraordinary General Meeting of Members be convened in especially justified cases:
a) Board;
b) Audit Committee;
c) 1/3 of members of the Association.
4. The Board shall notify Members on the place, date and agenda of the General Meeting at least 30 days before the meeting takes place. The notice may be made in any manner possible, including by posting notice on the website of the Association.
5. Resolutions of the General Meeting of Members shall be adopted by an open vote, by simple majority of votes and in the presence of at least half the total number of members.
6. Resolutions of the General Meeting of Members on the election for the Board and the Audit Committee shall be adopted according to the rules set out in § 19 Paragraph 1.
7. Resolutions of the General Meeting of Members on the election of members of the Disciplinary Court shall be conducted according to the rules set out in § 30 Paragraph 3.
8. Resolutions of the General Meeting for Members on the adoption of the Statutes or amendments thereto and adoption of a resolution to dissolve the Association shall be made in accordance with § 36 Paragraph 1.

§ 22

The General Meeting of Members is primarily responsible for:1. Adoption of the Statutes and amendments thereto;2. Adoption of rules for the authorities of the Association;3. Appointment and dismissal of members of the Association;4. Examination and approval of reports filed by the authorities of the Association;5. Making decisions on the purchase or sale of immovable property;6. Making decisions on the amount of liability that the Board can incur on behalf of the Association;7. Adopting a resolution on dissolution of the Association and allocation of its assets;8. Other responsibilities arising from these Statutes.

§ 23

1. The Board shall be obliged to convene an Extraordinary General Meeting of Members within 30 days of receipt of a request or an application referred to in § 27 items 2 and 3.2. An Extraordinary General Meeting of Members debates only the natters for which it was established.

§ 24

1. The Board manages general operation of the Association in accordance with resolutions of the General Meeting of Members, represents the Association and reports to the General Meeting of Members of the Association.2. The Board consists of 3-5 members. At the first meeting following the election, the Board shall appoint from among its members:a President, Vice-Presidents and, possibly, the Secretary and Treasurer.3. Board meetings are held at least once a year.

§ 25

The responsibilities of the Board shall be:1. To implement the resolutions of the General Meeting of Members;2. To set out the budget of the Association;3. To manage the assets of the Association;4. To make decisions on the purchase or sale of movable property;5. To make decisions to incur liabilities on behalf of the Association up to the amount set out by the General Meeting of Members;6. To set out the level of registration and membership fees;7. To convene the General Meeting of Members;8. To adopt resolutions on admission and exclusion of members;9. To report on its own activities to the General Meeting of Members;10. To adopt rules envisaged in the Statutes.
 

Audit Committee

§ 26

1. The Audit Committee is a body established by the Association to exercise control over operation of the Association.2. The Audit Committee consists of 3 members.

§ 27

The responsibilities of the Audit Committee include:1. To control all activities of the Association;2. To present the Board with conclusions from the audits carried out;3. The right to convene an Extraordinary General Meeting of Members in the event of the Board's non-compliance with the statutory obligations, and the right to convene a meeting of the Board;4. To convene a General Meeting of Members in the case it is not convened by the Board within the statutory time limit;5. To file a motion, during a General Meeting of Members, to acknowledge (or refuse to acknowledge) the fulfilment of duties of the outgoing authorities of the Association;6. To report on its activities to the General Meeting of Members of the Association.

§ 28

1. Members of the Audit Committee shall not hold any other managerial positions within the Association.2. The Audit Committee has the right to request the members and authorities of the Association to submit written or oral explanations on the audited matters. 


Co-option of Authorities

§ 29

In the event of member's resigning from their membership in the Association, a body concerned shall have the right to co-opt further members. The number of members co-opted shall not account for more than one third of the total number of members elected. 


Disciplinary Court

§ 30

1. Disciplinary Court is a body established to settle disputes related to ethics and integrity of the activities conducted by members of the Association and to settle disputes arising out of statutory activities of the Association.2. Disciplinary Court shall be composed of three members elected by the General Meeting of Members for a four-year term of office, excluding members of the Board and the Audit Committee.3. Members of the Disciplinary Court shall be elected by secret vote, by an absolute majority of votes and in the presence of at least half the members of the General Meeting of Members.4. At its first meeting, Disciplinary Court shall appoint its President, Vice President and the Secretary.5. Disciplinary Court operates according to the rules adopted by the Board of the Association on the motion of the President of the Disciplinary Court of the Association.

§ 31

The responsibilities of the Disciplinary Court shall primarily include examination of:1. Cases related to violation of the Statutes by the members of the Association;2. Disputes between members of the Association arising out of activities of the Association;3. Cases involving infringement of the reputation of the Association;4. Cases related to the business ethics and integrity of the members of the Association.

§ 32

1. Disciplinary Court may issue statements on the examined cases.2. Following an examination concluded with a decision stated in writing, Disciplinary Court may impose on a member of the Association the following penalties:a) A written reprimand along with an injunction to make a written apology to a party that suffered damage;b) A public apology to the injured party via a newsletter of the Association or any written notification to all members of the Association;c) A public apology through the mass media;d) Suspension of Association member's rights for a specified period of time;e) Filing a request with Board to remove the member from the Association, stating that fact to the public.

§ 33

Assets of the Association may include movable property, immovable property and funds.


§ 34

1. The sources of the Association's assets may be:
a) Registration fees and membership fees;
b) Donations, bequests and inheritances;
c) Income from Association's statutory activity (the revenue from its own activity, income from assets of the Association),
d) Grants.
2. Amounts of registration fees and membership fees;
3. The Association manages its finances and accounting in accordance with applicable regulations.


§ 35

1. For the validity of oral statements of intent, letters and documents concerning property rights and obligations of the Association, signatures of two Board members - President's and Vice-President's or signatures from two Vice-Presidents - shall be required.
2. For the validity of other oral statements, letters and documents, a signature from the President or a Vice President shall be required.

§ 36

1 Adoption of and amendments to the Statutes as well as adoption of a resolution to dissolve the Association by the General Assembly shall require a supermajority of  votes (two thirds of votes), in the presence of at least half the members entitled to vote.
2. While passing a resolution on dissolution of the Association, the General Meeting of Members shall determine a manner of liquidating and allocating the Association's assets.
3. In the matters related to dissolution and liquidation of the Association which are not regulated by the Statutes, applicable provisions of the Chapter 5 of the 'Law on Associations' Act of the 7th of April 1989 (Journal of Laws of 1989   No 20, item 104, as amended).

§ 37

The Statutes shall come into force upon its adoption, with effect from the date of registration.


§ 38

The Statutes were passed at the founding meeting held on the 14th of November 2008.